This document supplements the questions and answers that were previously posted on December 1 and 16, 2015.

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1 QUESTIONS AND ANSWERS This document supplements the questions and answers that were previously posted on December 1 and 16, For Connecticut, Class I resources, RFP Footnote 4 on page 6 states,...'balancing resources eligible under Public Act can be existing but must be newly delivered into New England... {emphasis added}. What does newly delivered mean? Such a qualifier does not exist in PA ANSWER: Energy will be considered Newly Delivered into New England if it comes from an Eligible Facility and a new Transmission Project and represents an increase (as compared to the 3 year historical average and/or expected system conditions) in such Eligible Facility and Transmission Project s energy imports into New England from an external control area, per the definition of Incremental Qualified Clean Energy. Balancing resources eligible under Public Act are intended to improv[e] the economic viability of Class I renewable resources and associated transmission proposals. Further, all projects eligible under Public Act must be aligned with Connecticut s policy goals outlined in the Integrated Resources Plan, and the Comprehensive Energy Strategy. Accordingly, balancing resources must be associated with a Transmission Project. 17. Suppose an exporter is providing x TWh annually of system energy currently (i.e. for the applicable 3 year historical period average) and successfully bids 2 TWh of Incremental Qualified Clean Energy into the RFP. Will that bidder be deemed to be subject to penalty if during its PPA life, its system energy exports fall to x-1 TWh annually such that the combination of its exports under the new PPA and its other exports total x + 1 TWh annually? Would the exporter be deemed to have fallen short of its obligation under the new PPA by 1 TWh annually? ANSWER: A Seller under a PPA would not be deemed to have fallen short of its PPA obligation unless it fails to deliver products specifically contracted for under the terms of the PPA. The forms of PPA do not specifically provide for linkage to other sales of products undertaken by sellers, past present or future, unless such sale directly affects the purchase and sale of products under the PPA (for example, under the PPA a seller is prohibited from diverting products from the buyer to a higher priced purchaser). In a situation such as the above, the bidder must clearly explain in its bid how its proposal creates an incremental delivery of Qualified Clean Energy into New England. The Evaluation Team may request further clarification regarding the linkage between existing transactions and the proposed transaction to effectively determine whether the proposal is truly for Incremental Qualified Clean Energy, or a proposal that packages existing clean energy deliveries. The question specifically referenced a PPA, but the response above applies equally to delivery of Qualified Clean Energy via a transmission project under a performance-based tariff containing a Qualified Clean Energy Delivery Commitment.

2 18. Qualified Clean Energy - please define non-contiguous as it relates to control areas. Would completion of the Maritime Link (delivering clean energy from Newfoundland into Nova Scotia and beyond) allow for the qualification of energy from Newfoundland for REC eligibility? ANSWER: The issue of whether any particular facility would qualify for Class 1 or New RECs is determined by the law of the relevant state and would be determined by the relevant regulatory agency in that state. Under the Massachusetts Department of Energy Resources Renewable Energy Portfolio Standard (RPS) Class I rules, 225 CMR et seq., generating units that are located in non-contiguous control areas do not qualify as Massachusetts RPS Class I generation units. Similarly, the Rhode Island Public Utilities Commission s RPS regulations require that generating units be located in adjacent control areas in order to qualify for that RPS. Unless the location of the generating units in Newfoundland are or were to become part of the Maritime Control Area, the generating units in Newfoundland would be considered as being in a non-contiguous control area and would not qualify to produce Class I RECs under the Massachusetts RPS or qualify under the Rhode Island RPS For Connecticut, completion of the Maritime Link delivering clean energy from NewFoundland into Nova Scotia and beyond, would not allow for the qualification of energy from Newfoundland for Class I or II REC eligibility. 19. Transmission project - please define the local generator interconnection facilities that would be excluded from a Transmission Project. Please define thresholds for significant new AC or DC lines or facilities and significant upgrades to existing lines or facilities. ANSWER: Consistent with the ISO-NE Open Access Transmission Tariff ( OATT ), generators are expected to pay all of the costs of interconnecting their generators to the ISO-NE Pool Transmission Facilities and to pay their share of the costs of upgrades to those Pool Transmission Facilities, as provided in the OATT. Those facilities would not be included in a Transmission Project under the RFP. Some examples of more significant new transmission or upgrades to existing transmission would be new/ upgraded interconnection from another control area to ISO-NE or a new/upgraded transfer capability relieving the constraints on Pool Transmission Facilities. All project costs are the responsibility of the sponsor(s) or developer(s) of the project(s). Bid proposals should clearly state the component parts of all payments to be sought from EDC customers, including the products, services, facilities and costs for which such payments are sought (page 2-3) Appendix H Utility Standard of Conduct; 1.3 (page 11); The Utility Standard of Conduct provides the following in Paragraph 1: Each utility shall designate the individuals participating in the Solicitation Process, and shall identify the role of each individual in the process.

3 Section 1.3 also states that Bidders are prohibited from direct contact with individual members of the Evaluation Team or the Evaluation Team s consultant(s) regarding this RFP.... Based on the above, it seems prudent that the names of those on the Evaluation Team and Selection Team should be made public for purposes of transparency and to help ensure there is no prohibited contact. Thus, will the names of the members of the Evaluation Team, the Selection Team, and those representing the EDCs Bid Teams be disclosed on the website? ANSWER: All members on the Evaluation Team and the Selection Team are obligated to comply with the obligations of the Utility Standard of Conduct (for EDC employees) or their ethical obligations (for State employees and their consultants). Members of these teams take their obligations very seriously and are committed to the integrity of this RFP. In the interest of transparency, the names of the EDC members on the Evaluation Team will be posted on the website. The names of the members on the EDC Bid Teams will not be posted. However, all bidders are required to sign the Certification found in Attachment D of the RFP certifying, inter alia, that the Bidder has no knowledge of any non-public information associated with the development of the RFP and the Bidder s proposal has not been developed utilizing knowledge of any non-public information associated with the development of the RFP (page 2-3) Appendix H Utility Standard of Conduct; The Utility Standard of Conduct provides the following in Paragraph 1: Utility individuals shall be designated to be on either a Bid Team or an Evaluation Team within their respective companies. No individual shall be a member of both teams, and no individual may change from one team to the other during the solicitation process. a. Can a utility employee provide support to both the Bid Team and Evaluation Team, but not be designated on either team? b. Starting on what date can an individual no longer change from one team to the other? c. Will individuals who have previously (i.e., prior to the date set forth in response to b ) supported both teams for the EDCs be disqualified from providing support for both the Bid Team and the Evaluation Team? ANSWER: a. A utility employee who is not on a team may be consulted by a member of the Bid Team or Evaluation Team, but no confidential proposal or assessment information would be disclosed in the context of that consultation. Also see response to question 33. b. Individuals cannot change from an Evaluation Team to a Bid Team, or vice versa, after they have been designated on that team.

4 c. The situation described cannot exist. See response (b) (page 4-5); Section 1.2 indicates that individual projects may be combined to form one bid. In the instance of a bid including both energy resources and transmission, is a separate bid application fee ($100k) required for each combination of resources (e.g., one bid contains 3 wind farms and 1 hydro plant, while an alternative bid includes 2 wind farms and 1 hydro plant although PPA pricing and terms remain the same) or do a combination of resources offered trigger the $10-25k alternative bid fee? ANSWER: The answer to this question depends on the specifics of the proposal. A project requires a separate bid application fee if it requires a re-running of the dispatch model. A re-running of the dispatch model is required, as stated in Section 1.6 of the RFP if there are any changes to any physical aspect of a Project, including but not limited to Project size, technology types(s), production/delivery profile, in-service date, and delivery location. With respect to the hypothetical provided, the only way that an additional bid fee would not be required is if the two resource portfolios would have the exact same total deliveries at the same delivery point with no change in delivery profile, timing or location. In this instance, the bidder would be obligated to submit an alternate pricing fee. If, however, the output levels, delivery profile, delivery timing or delivery point are changed in any way, the two bids would be separate, and a bid fee would be required for each. Also see response to Question (page 8-9); By definition a Transmission Project needs to price system upgrades and direct transmission costs into the price of its bid. Given the various stages of ISO-NE interconnection studies and the impact of a queue backlog, is it permissible for a Bidder to either: (1) obtain a proxy number from ISO-NE so that all like bids are evaluated similarly and/or (2) cap an up to dollar amount with actuals passed through to MA/CT/RI ratepayers? In other words, can the Bid Evaluation Team create a proxy/level evaluation of like projects by establishing a baseline assumption for System Network Upgrade costs? Status: Answer is in the process of being prepared and it will be posted at a later time. 44. Appendix B (page B-3); Appendix B page B-3, Section 3-Operational parameters, Item 3.4-Moderation of System Peak Load. If an energy storage system is being included in a bid proposal along with a paired renewable resource, would providing the average summer and winter peak period outputs of the aggregate of the wind production and expected output of the energy storage component of the facility be an appropriate response to this section? ANSWER: Appendix B Section 3.4 states If the project is an intermittent resource, please provide the following information: i) Estimated average output for each summer period (June- September) from 1:00-6:00 pm; ii) Estimated average output for each winter period (October-May) from 5:00 7:00 pm. If a bidder is submitting a project that includes an energy storage system, then the additional requirements noted in

5 footnote 6 on page 7 of the RFP must be met. Specifically, the bidder should provide data to support the claim that the project will function to reduce, in whole or in part the intermittency of the Class I renewable energy source with which it is paired. As such, bidders are encouraged to provide two copies of the 12x24 matrix that is required as Part V(a) of the CPPD: one with and one without the storage unit included. 54. Regarding Section (Quantities and Contract Term Lengths), do the Soliciting Parties envision that the duration of the EDCs commitment for a Transmission Project under the FERC Tariff will coincide with the PPA term? Alternatively, do the Soliciting Parties envision that the cost recovery for a Transmission Project will correspond to the useful life of the transmission facilities (say 40 years)? If the latter, what authority do the EDCs have to enter into transmission commitments of longer than 20 years? Status: Answer is in the process of being prepared and it will be posted at a later time. 55. Under the submission requirements in Section 1.3.2, does a Bidder have to provide the original signed proposal in paper form to any of the company contacts listed in Appendix I? If so, please state to whom the signed original must be sent? ANSWER: It is not necessary to submit paper copies of proposals. However, the CDs must include scanned PDF versions of the signed original proposals. The bidder should retain the signed original proposals. 56. Under the submission requirements in Section 1.3.2, does a Bidder have to provide paper copies of the proposal to any of the company contacts listed in Appendix I? If so, please state how many paper copies must be sent and to whom? ANSWER: It is not necessary to submit paper copies of proposals. However, the CDs must include scanned PDF versions of the signed original proposals. The bidder should retain the signed original proposals. 58. Regarding multi-stage evaluation process as explained in Section 2.1 and in particular with the respect to the Stage 2 quantitative and qualitative evaluation, will the Evaluation Teams evaluate proposals in their entirety or will the bids be evaluated on a state by state basis in order to conform to the maximum procurement levels specified in Section 1.2.5? For example, will the Massachusetts Evaluation Team evaluate all proposals as if the maximum quantity of Clean Energy to be procured is 817 GWh per year even if the proposed project is sized to deliver quantities in excess of that amount? ANSWER: The bids that meet the requirements of the Stage One review will be evaluated in their entirety for the quantitative evaluation, as described in Section of the RFP. As explained in the RFP, the parties from each state will review and rank bids based on the qualitative evaluation criteria of their respective state. 64. In response to a question at the December 3 Bidder s Conference, it was stated that a bid of Qualified Clean Energy and/or RECs via PPA With a Transmission Project

6 under FERC Tariff (Bid Category ) would constitute one all-or-nothing bid that could result in multiple PPAs plus a Transmission Service Agreement (TSA). Please confirm formally that a bid under category involving multiple (n) GenCos and one (1) TransmissionCo would require one bid fee and n+1 CPPD form. 65. The RFP at Section 14.1(vi) requires bidders to provide The estimated costs of the proposed project broken out into separate categories for transmission facilities and substation facilities in nominal year dollars. (a) Please confirm the level of detail sought for cost estimates for transmission facilities and substation facilities need only be consistent with good utility practice, such as providing an estimate of capital and material expenses, along with labor and overhead, and including the contingency, if any, associated therewith. (b) Please confirm the question is intended to obtain cost estimates (in nominal dollars) related to the hard assets under construction and does not intend information related to the timing of investment funding, financing and cash flows over the construction period. ANSWER: (a) At a minimum, provide the information required in Section 14.1(vi) of the RFP (cost estimates) using, for example, the categories set forth in Attachment 1 of Attachment D to ISO-NE Planning Procedure No. 4. Substation costs and any appropriate transmission line costs must be separately accounted for in the proposed bid. Other things being equal, the Soliciting Parties strongly prefer bids with a high level of scope definition and detailed cost estimates to reflect a higher level of confidence in the accuracy and stability/price certainty of the cost estimates. (b) It is expected that information related to the timing of investment funding, financing and cash flows over the construction period will be included in the financing plan required by Appendix B, Sec. 5.2 and in Information provided in response to Appendix B, Sec That information need not be repeated in the response to Appendix B, Sec. 14.1(vi). However, to be clear on this point, if the proposed transmission price is not 100% firm, then all costs that the bidder intends to recover from EDC customers, including but not limited to financing costs, must be fully detailed in the appropriate section of its bid. Bidders may not omit any cost components. EDC customers will not be subject to any future or hidden costs, or any costs not explicitly disclosed in the relevant bid. 66. The RFP at Section 5.19 requires bidders to Identify all regulatory and other approvals needed by Bidder to execute a binding sale agreement. Is this question intended to capture the list of regulatory approvals required to develop the Project or other corporate level approvals that Bidder must possess to execute the agreement? Which agreement is considered the binding sale agreement? The term binding sale agreement is not referenced elsewhere in the RFP.

7 ANSWER: All needed approvals of any kind must be disclosed and the bidder must describe how and when it intends to obtain each such approval. The sale agreement relates to the Power Purchase Agreements, delivery commitment model agreements, and transmission agreements referenced in the RFP, as applicable to the bid. 67. Section of the RFP discusses security requirements for PPAs and for Transmission Projects under a performance-based tariff, but makes no mention of Transmission Projects included under bid category What is the security requirement for a Transmission Project under bid category ? In particular, if the intent is to bundle the Transmission Project with the PPA, what is the expected security requirement if there are multiple GenCos and hence multiple PPAs? ANSWER: For portfolio bids including transmission and generation, if contracts are executed each project will need to provide security pursuant to its own form of agreement. For PPAs, the security requirements are set forth in Section of the RFP and are detailed within the posted draft PPAs. For transmission included in a bid under , the security would be identical to the security that would be required for transmission projects under a performance-based tariff, as set forth in Section of the RFP. 68. For a response under bid category , where multiple GenCos plan to submit a bid with one TransmissionCo, does the Evaluation Team expect to see a merged response to each question in Appendix B or a separate response from each Eligible Project? For example, a merged response would be formatted as follows: Q3.5.a: TransmissionCo Response, GenCo1 Response, GenCo2 Response, Q3.5.b: TransmissionCo Response, GenCo1 Response, GenCo2 Response, Alternatively, a separate Appendix B response would be formatted as follows: Appendix B response of TransmissionCo. Appendix B response of GenCo1,... ANSWER: The answer depends upon how the bid is structured. The goal is to get all of the information we need to evaluate the bids. A merged response could be acceptable but certain of the bid forms might need to be duplicated in order to fully explain the project proposal. For instance there would need to be more than one production profile when bidding multiple generation units. 69. At Section of the RFP and at Appendix G, the RFP states the Evaluation Team will work with bidders on developing appropriate means to protect and limit disclosure of confidential information. We understand that each of the states has varying levels of statutory protection and that the public interest goal is to have as much information as possible in the public domain. We expect however that appropriately confidential information will nevertheless be included in the RFP response. Once such information is in the hands of the public entities, it will be subject to public records laws.

8 We recognize that bidders alone are responsible for protecting their own confidential information. But as a matter of administrative efficiency, is it possible for the EDCs to initiate prophylactic proceedings now at the public utilities commissions of Massachusetts and Rhode Island, as applicable, before the RFP responses are due, to provide protection for confidential information included by bidders in the RFP response during the evaluation and selection phases? Similarly, will the Connecticut DEEP issue a standing order or seek the same of the CT PURA? ANSWER: No, the Soliciting Parties do not intend to initiate such proceedings. It is the responsibility of each bidder to familiarize itself with each state s authority and requirements, and to observe the confidentiality provisions in the RFP. 70. Please confirm that bids submitted under bid category would be all-ornothing bids, and thus would a) be evaluated only as the sum of all components, and b) not be split into individual components such that one component would be selected and another not selected. If this is incorrect, please provide additional detail as to the evaluation method to be used. ANSWER: Bids will be evaluated in their entirety. 71. Please confirm that under bid category , the RFP response should provide a separate and individual attestation of an officer of each TransmissionCo. or GenCo participating in the bid response, even if the parties provide a combined bid response. If multiple signatures are not required, please clarify. ANSWER: Yes multiple signatures would be required if one or more Generator(s) and a Transmission development company combine their projects into a single portfolio bid. Please also see answer To aid in planning, please provide a date certain when the Evaluation Team will place on the cleanenergyrfp.com website the draft PPA and any other contracts or agreements that are to accompany the RFP response. ANSWER: The draft PPAs are currently posted on the website. 73. Regarding 5.9 Bidders must disclose any pending (currently or in the past three years) or threatened litigation or disputes related to projects developed, owned or managed by Bidder or any of its affiliates in the United States, or related to any energy product sale agreement. The need for disclosure of pending or threatened litigation related to the bid project is understood. However, 5.9 is in our opinion too broad and would require a disclosure listing all claims and nuisance suits for unrelated projects that have no bearing on the bid. Please advise if a disclosure specific to the bid project can be provided.

9 ANSWER: The Bidder is to provide a response for any projects developed, owned or managed by Bidder or any of its affiliates in the United States, or related to any energy product sale agreement (not limited to a particular project). 74. Regarding a privately held company does not publicly submit financial statements but would do so if confidentiality agreements in place. Please advise if the Soliciting Parties are willing to sign confidentiality agreements in order to receive the requested financial statements. ANSWER: No. Please see RFP section and Appendix G regarding the protection of confidential information submitted by a Bidder. 75. Regarding 6.8 Provide the electrical models of all energy resources supporting the proposed project in accordance with the filing requirements of the ISO-NE Tariff Schedule 22 and 23. Please advise if this requirement applies to generation projects with connection points outside the ISO-NE. ANSWER: Yes this requirement applies to all generation projects. 76. Regarding Please confirm that proponents will not be required to renegotiate winning bid prices if tax incentives weren't included but become available at a later date. ANSWER: Bids that receive tax incentives in the future will not be required to renegotiate the contract after an agreement is executed. Additionally see the answer to question Please advise if the Soliciting Parties are at liberty to purchase only the off-peak or on-peak price of a submitted bid. ANSWER: No. See response to question Please advise if joint submissions that feature a transmission project connecting multiple generators can be structured around a merged proposal document with separate CPPD forms and Appendix D signature pages. In the case of a merged proposal, when an entity signs an Appendix D page, is that certification only for text and information pertaining to the entity s project? Or would this also include information about the other projects in the merged proposal? 79. Class I Form PPA, Section 1. Could you please elaborate on the Contract Maximum Amount in MWh/h. Does this represent the maximum MWh in one hour expected to be delivered during the term, or does it represent an average of the MWh delivered over the year, or does it represent the nameplate capacity?

10 ANSWER: Contract Maximum amount as defined in the RPS Class I Renewable Draft PPA is the maximum amount of Product to be delivered in any one hour. 80. Could you please confirm whether you reserve yourself the right to select certain projects being delivered to the same location within an agglomerate bid provided by a partnership, or you would only evaluate the agglomerate bid as a whole without picking apart the partnership? ANSWER: Please see the answer to question Section of the RFP states that: An Eligible Bidder bidding to develop a Transmission Project as part of a packaged bid with Qualified Clean Energy resources as defined in Section above must submit a bid (i) complying with Section or for the energy and/or RECs associated with its bid and (ii) providing for payment for its proposed Transmission Project through a FERC-accepted Rate Schedule or Tariff and Service Agreement. Would an Eligible Bidder seeking to deliver clean energy and/or RECs to New England from an external control area over a new interconnection to that external control area have the option of submitting a response under the requirements of Section or Section , if that response bundled the cost of the clean energy and/or RECs with the cost of the new interconnection, to arrive at a single all in price that would be paid for the clean energy and/or RECs under the relevant PPA? ANSWER: In accordance with of the RFP, it is intended that any required Transmission Project to Deliver the Qualified Clean Energy, other than direct interconnection facilities, be priced separately within the proposals and recovered via a FERC Rate Schedule or Tariff and Service Agreement. Transmission costs other than the cost of direct interconnection facilities may not be included in PPA pricing. 82. Regarding Section of the RFP, a. Please state whether any Security will be required for a Transmission Project providing service under a FERC Tariff pursuant to Section of the RFP and, if so, how the required level of Security will be calculated for such a Transmission Project. b. Please state whether the Security for a Transmission Project will be returned upon the energization of the transmission facilities and, if so, when the Security will be returned. ANSWER: a. Please see the answer to question 67. b. A bidder proposing a Transmission Project should include terms governing the return of Security as part of its bid. It is expected that those terms should be similar to the terms governing the return of security in 6 in each of the draft RPS Class I

11 Renewable Generation Unit PPA and PPA for Firm Qualified Clean Energy From a Large Scale Hydropower Resource. 83. In the Bid Fee Remittance Section of Appendix I, the RFP appears to contemplate that the required bid fees may be paid by check but further states that payment must be submitted to each electric distribution company via wire transfer. Please confirm whether the Bid Fee may be paid by check or by wire transfer or whether one of these payment options is required. Please also state whether the fee for an individual bid must be paid for separately or whether the fees for multiple bids from the same Project Sponsor may be combined into single payments to the four recipients listed in Appendix I. ANSWER: As stated in Section 1.6 of the RFP, the Bid Fee must be paid by wire transfer. Appendix I contains erroneous references to checks that were not deleted prior to the issuance of the RFP. Therefore, wire transfers are required, and checks are not acceptable. Multiple Bid Fees from the same Project Sponsor may be combined into single payments to the four recipients listed in Appendix I, provided that the payments are accompanied by clear instructions as to how much of the total payments is applicable to each bid. 84. Sections 1.2.1; ; ; The definition of Transmission Project in Section appears to allow for a Bidder to propose a Transmission Project that interconnects multiple Qualified Clean Energy generation facilities/sites (e.g., wind, solar, hydro) and Delivers the Qualified Clean Energy to ISO-New England at a specific and agreed on pricing node whether or not the Transmission Project line is radial at the time the proposal is submitted, and provided that the Transmission Project is priced, pursuant to Section , to reflect that it will ultimately become a transmission facility under a FERC-filed tariff. Please confirm this understanding is correct. ANSWER: Based on our reading of the question, the understanding is correct. 85. Section Footnote 3, 4 & 6: For the purposes of clarification will renewable energy projects that qualify as Tier 1 (and storage) or Class 1 generating resources in CT or MA which are not paired with incremental large-scale hydropower resources over new or existing transmission lines be required to be operational by 12/31/2020? ANSWER: Renewable energy projects that qualify as Tier 1 generating resources for CT which are not paired with incremental large-scale hydropower resources over new or existing transmission lines are required to be operational by 12/31/2020. For MA such facilities are not required to be operational by 12/31/ Related to RFP section on Capacity Requirements, will Connecticut and Rhode Island accept proposals from facilities who do not expect to participate in the FCM? Also related to this section, are importing facilities required to participate in the FCM?

12 ANSWER: For Connecticut, bids will be accepted for Class I renewable resources under the Class I renewable PPA from bidders who propose to participate in the FCM and from bidders that do not propose to participate in the FCM. The bidder must specify in its bid whether the facility will participate in the FCM. If the bid specifies that the facility will participate in the FCM, Section 7.4 of the PPA will be included. If the bid does not specify that the facility will participate in the FCM, then Section 7.4 of the PPA will not be included. Pursuant to Section of the RFP, benefits to the forward capacity market is a non-price scoring criteria. Therefore, if a bidder receives non-pricing scoring benefits for the FCM, the bidder will then be required to meet the requirements of Section 7.4 of the PPA. For hydropower resources, the firm PPA will always include Section 7.4 (i.e. a bidder of a large hydropower resource must take all necessary actions to qualify for the FCM and use commercially reasonable efforts to clear the capacity auction). All states will accept proposals from Transmission Projects under a Performance-Based Tariff containing a Qualified Clean Energy Delivery commitment where the energy resources using the transmission do not participate in the FCM. 87. The RFP document asks that we send a separate to request the wire transfer information for the bid fees. Can you please send me the information? There also seems to be conflicting language in the Bid Fee Remittance section regarding whether the bid fees should be in the form a check or wire transfer. Can you please confirm which method of remittance is preferred? ANSWER: Bid fees must be paid via wire transfer. Please see the response to question Under what circumstances would the required development period security fee (Section 2.4.3) be returned to the bidder? Would it be refunded upon Commercial Operations Date (COD)? ANSWER: For PPAs, the terms governing the return of Development Period Security requirements are detailed within 6 of the posted draft PPAs. For Transmission Projects, whether bundled with Qualified Clean Energy and/or RECs via a PPA or Under a Performance-Based Tariff Containing a Qualified Clean Energy Delivery Commitment, please see the answer to question 82.b. 89. In the RFP, under the definition of Qualified Clean Energy it is mentioned that: In Connecticut, up to 2750 GWh per year (quantity under P.A ) of Class I resources can be balanced by Class II resources as defined in Conn. Gen. Stat. section 16-1 and/ or hydropower resources other than resources defined in 16-1(47) provided that (1) (a) the maximum combined delivery of such resources under a PPA does not exceed the nameplate capacity of the Class I resources being balanced [..]. Could you please clarify if the maximum combined delivery of such resources refers to the balancing resources (i.e., Class II resources and/or hydropower resources) or if it refers to the sum of the balancing resources and Class I resources.

13 ANSWER: The phrase such resources refers to the sum of the balancing resources and Class I resources. 90. For an external bid from New Brunswick with a delivery to the Salisbury node (i.e. external interface node applicable to an import), is this considered the injection point that shall meet the unconstrained/uncongested delivery criteria specified in subsection (ii) as opposed to delivery to an internal node at or near the purchasing EDC? (Submitted by Emera 12/17) 91. Defined Terms on Pages 5-6. Confirm that out-of-state RECs or energy sales, such as from New York, are not eligible Qualified Clean Energy, unless these RECs or generation energy sales meet the Delivery requirement (i.e., delivery to an ISO-New England node)? ANSWER: Please see the answer to question Submission Requirements. If Bid A includes four qualifying generating resources and a Transmission Project, and Bid B includes only the generating resources set forth in Bid A, and Bid C only includes a subset of the generating resources in Bid A, please confirm that Bids B and C can refer to Bid A as a master Bid that includes the necessary information to evaluate Bids B and C, provided that Bids B and C are clear which subset of generating resources are included and Bids B and C include a separate CPPD. Also, to the extent there is additional efficiencies to submit Bids that are subset of a master Bid, including the ability in a cover sheet to explain the subsets without the need to produce additional sets of CDs for the subset Bids, please provide such guidance. It seems redundant to submit additional CD roms with minor changes in multiple Bid configurations. Note: We are not asking to defer the $100,000 fee. ANSWER: Subset bids can refer to a master bid without the need to produce additional sets of CDs for the subset bids if: a) the relevant information for the subset bids is identical to the information in the master bid; b) the subset bids are clear as to the set of generating resources that are included; and c) separate CPPD forms are included for the master and subset bids. 93. Section Section states in part: Pricing for the Transmission Project should be proposed separately under a FERC-filed tariff or rate schedule, and if that pricing is based on the Transmission Project s cost of service and may change during the contract term based on changes in the cost of service, a full revenue requirements model must be submitted as a working Excel spreadsheet. Given the PPA duration terms for Massachusetts (10-20 years) and Connecticut (up to 20 years) set forth on page 11, please confirm that it is acceptable to develop full revenue requirements,

14 pursuant to Section , for the Transmission Project that continue to assign the cost responsibility to the EDCs after the end of the associated PPA(s). 94. Section This section indicates the term of the PPA is dependent on the resource and the contracting state. What are the expectations at the end of the contract term? Is there an opportunity to enter into a subsequent PPA? ANSWER: Bidders should not assume that the EDCs will be willing to enter into subsequent PPAs. 95. Regarding 6.8 Provide the electrical models of all energy resources supporting the proposed project in accordance with the filing requirements of the ISO-NE Tariff Schedule 22 and 23. Please advise what specific information or model is being requested. Will the ISO-NE interconnection application Appendix B suffice? 96. Section 2.2.3, Response to Q36. Please clarify the response to Q36. a) Please elaborate on the statement in the response which states that in cases with multiple projects included in one bid, any resulting agreement(s) will be conditioned upon the completion of all projects included in the bid prior to any payments beginning to an individual project. Is the Evaluation Committee referring to PPA projects (Generation) or the Transmission project as well? An independent transmission provider may have multiple bids and/or generators developed by unrelated third parties. This qualifier seems to be unfinanceable and/or puts the burden of a delay in one generator on other generation/ transmission. b) Can the buyer and seller under the PPA mutually agree to stage the Commercial Operations Date of multiple projects under one bid, and thus have one or more projects come into Commercial Operations prior to the others and receive payments? c) The condition and tying set forth in the response to Question 36 seems unnecessary given that the generator in the PPA will agree to a Commercial Operation Date, and the generator will pay Delayed Damages pursuant to Section 3.2 for failing to meet the Commercial Operations Date. Was the tying/ conditioning arrangement set forth in response to Question 36 incorrectly stated, given that each generator will likely have a different Commercial Operation Date, and each generator is already held to milestones and subject to damages for missing the Commercial Operations Date in the PPA?

15 97. Given the volume and depth of the questions asked by the bidders so far and the number of responses still outstanding, will the deadline for the submission of questions be extended into January, thereby enabling potential bidders to see the latest responses and ask follow up questions? 98. Our proposed project is CT Class 1, CT Large ZREC and MA Class 1 eligible. When determining the $/REC bid value, do we assume the CT Class 1 ACP ($55/REC), MA Class 1 ACP ($67.07/REC) or approximate towards the 2014 CT Large ZREC cap ($281.52/REC)? 99. If Seller elects to post additional Development Period Security to extend all the dates for the Critical Milestones, are delay damages due only after the extended milestone dates? With the maximum amount of security posted, would a project have until 12/31/22 to start COD without delay damages? 100. Are Class I resources eligible to serve as balancing resources? 101. Is a balancing resource eligible to sell energy only? 102. Can an existing resource within ISO-NE participate as a balancing resource as part of a new transmission development, or does the resource need to be newly delivered into ISO-NE? 103. If a Class I resource is not eligible to serve as a balancing resource, but a facility is certified as both Class I and Class II due to a diverse fuel mix, would its participation be limited to that portion of the fuel mix that is Class II-eligible?

16 104. Recent changes approved through the ISO-NE stakeholder process to the NEPOOL GIS system allow for the unit specific tracking of non-rps eligible large-scale hydro facilities located in control areas adjacent to ISO-NE. Such large-scale hydro resources are recognized as Qualified Clean Energy resources in the Clean Energy RFP, with the requirement that the environmental attributes produced are delivered in New England, and are not applied to any other control area. While the process for qualifying RPS eligible resources for inclusion in the NEPOOL GIS is established and clear, we are not aware of a process within the procuring states to qualify Qualified Clean Energy resources which are not eligible in the RPS program. Can the procuring states provide more information on the qualification process for large-scale hydro resources in adjacent control areas, in order to ensure full compliance with the RFP bid submission requirements Sections 5.19, 7.1, 7.2. Please explain the difference between the approvals referenced in Section 5.19 versus those referenced in Sections 7.1 and 7.2. Are the approvals referenced in 7.1 and 7.2 a subset of those in 5.19?